Основная статистика
| CIK | 1785592 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Leafly Holdings, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| June 20, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) LEAFLY HOLDINGS, INC. (Name of the Issuer) LEAFLY HOLDINGS, INC. (Name of Persons Filing Statement) Common Stock, $0.0001 Par Value (Title of Class of Securities) 52178J303 (CUSIP Number of Class of Securities) Yoko Miyashita Chief |
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| June 20, 2025 |
OMB Approval OMB Number: 3235-0167 Expires: August 31, 2027 Estimated average burden hours per response 1. |
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| June 18, 2025 |
Docusign Envelope ID: 2EA497BC-56EC-450D-A67B-13AE36237ACA Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 05:11 PM 06/11/2025 FILED 05:11 PM 06/lln025 SR 20253044309 - File Number 7477499 SECOND CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF LEAFLY HOLDINGS, INC. (a Delaware corporation) LEAFLY HOLDINGS, INC., a corporation organized and existing u |
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| June 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 23, 2025 |
OMB Approval OMB Number: 3235-0167 Expires: August 31, 2027 Estimated average burden hours per response 1. |
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| May 15, 2025 |
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Def |
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| May 9, 2025 |
Financial Statements and Exhibits, Other Events, Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) LEAFLY HOLDINGS, INC. (Name of the Issuer) LEAFLY HOLDINGS, INC. (Name of Persons Filing Statement) Common Stock, $0.0001 Par Value (Title of Class of Securities) 52178J303 (CUSIP Number of Class of Securities) Yoko Miyashita Chief |
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| May 5, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) LEAFLY HOLDINGS, INC. (Name of the Issuer) LEAFLY HOLDINGS, INC. (Name of Persons Filing Statement) Common Stock, $0.0001 Par Value (Title of Class of Securities) 52178J303 (CUSIP Number of Class of Securities) Yoko Miyashita Chief |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def |
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| April 11, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.) LEAFLY HOLDINGS, INC. (Name of the Issuer) LEAFLY HOLDINGS, INC. (Name of Persons Filing Statement) Common Stock, $0.0001 Par Value (Title of Class of Securities) 52178J303(CUSIP Number of Class of Securities) Yoko Miyashita Chief Exe |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def |
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| April 11, 2025 |
EXHIBIT 16(b) Calculation of Filing Fee Tables Schedule 13e-3 (Form Type) Leafly Holdings, Inc. |
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| April 7, 2025 |
Amendment to the Amended and Restated Bylaws EXHIBIT 3.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED BYLAWS OF LEAFLY HOLDINGS, INC. a Delaware corporation The Amended and Restated Bylaws of Leafly Holdings, Inc., a Delaware corporation (the “Company”), as amended and in effect on the date hereof (the “Bylaws”), are hereby amended as follows: 1. Section 2.4 of Article II of the Bylaws of the Company is hereby amended and restated in its entirety |
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| April 7, 2025 |
Certification of Designation of Series a Preferred Stock, dated April 1, 2025. EXHIBIT 3.1 Leafly Holdings, Inc. Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock Pursuant to Sections 151 and 242 of the General Corporation Law of the State of Delaware Leafly Holdings, Inc., a Delaware corporation (the “Company”), hereby certifies that the following recital and resolution were duly adopted by the board of directors of the Company (t |
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| April 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 7, 2025 |
EXHIBIT 10.1 Subscription Agreement This Subscription Agreement (this “Agreement”) is made as of April 1, 2025, by and between the Yoko Miyashita (the “Subscriber”) and Leafly Holdings, Inc., a Delaware corporation (the “Company”). Recitals Whereas, the Company desires to sell to the Subscriber, and the Subscriber desires to purchase from the Company, one (1) share of Series A Preferred Stock, par |
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| March 31, 2025 |
Subsidiaries of the Registrant EXHIBIT 21.1 Subsidiaries of Leafly Holdings, Inc. Legal Name Jurisdiction of Incorporation Leafly, LLC Washington Leafly Canada Ltd. Canada Leafly Deutschland GmbH Germany |
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| March 31, 2025 |
NPA Security Agreement, dated January 15, 2025 Exhibit 4.6 SECURITY AGREEMENT by LEAFLY HOLDINGS, INC., as Company and THE GUARANTORS PARTY HERETO and ANKURA TRUST COMPANY, LLC, as Collateral Agent dated as of January 24, 2025 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION 2 SECTION 1.1 Definitions 2 SECTION 1.2 Resolution of Drafting Ambiguities 8 ARTICLE II GRANT OF SECURITY AND OBLIGATIONS 8 SECTION 2.1 Grant of Security In |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly Holding |
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| March 31, 2025 |
EXHIBIT 19.1 Insider Trading Policy Insider Trading Policy I. INTRODUCTION Leafly Holdings, Inc. (“Leafly”) encourages the ownership of Leafly stock by all Leafly directors, officers and employees. This Insider Trading Policy (this “Policy”) summarizes the insider trading rules and explains how you can buy or sell Leafly stock so that you are in compliance with laws prohibiting insider-trading. Th |
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| March 31, 2025 |
EXHIBIT 4-8 DESCRIPTION OF LEAFLY’S SECURITIES The following description summarizes the material terms of the securities of Leafly Holdings, Inc. |
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| March 14, 2025 |
Financial Statements and Exhibits, Other Events, Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 13, 2025 |
As filed with the Securities and Exchange Commission on March 12, 2025 As filed with the Securities and Exchange Commission on March 12, 2025 Registration Nos. |
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| March 13, 2025 |
As filed with the Securities and Exchange Commission on March 12, 2025 As filed with the Securities and Exchange Commission on March 12, 2025 Registration Nos. |
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| March 13, 2025 |
As filed with the Securities and Exchange Commission on March 12, 2025 As filed with the Securities and Exchange Commission on March 12, 2025 Registration Nos. |
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| March 12, 2025 |
As filed with the Securities and Exchange Commission on March 12, 2025 As filed with the Securities and Exchange Commission on March 12, 2025 Registration Nos. |
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| March 12, 2025 |
As filed with the Securities and Exchange Commission on March 12, 2025 As filed with the Securities and Exchange Commission on March 12, 2025 Registration No. |
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| March 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 OMB APPROVAL OMB Number: 3235-0080 Expires: May 31, 2027 Estimated average burden hours per response....... 1.00 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-39119 Leafly Holdings, Inc. (Exact name of Issuer as specified |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 14, 2025 |
JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1) Exhibit I JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Common Stock, $0. |
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| January 16, 2025 |
Exhibit 99.1 Leafly Announces Receipt of Notice of Delisting from Nasdaq and Transition to Over-The-Counter Market Convertible Debt Maturity Extended January 16, 2025 – SEATTLE– Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, today announced that it received notice that the Nasdaq Hearings Panel |
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| January 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 16, 2025 |
Exhibit 10.1 FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT, dated as of January 15, 2025 (this “Amendment”), by and among Leafly Holdings Inc. (f/k/a Merida Merger Corp. I), a Delaware corporation (the “Company”) and the Holders party hereto (collectively, the “Holders”). RECITALS WHEREAS, the Company is a party to that certain Note Purchase Agreement, dated |
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| January 16, 2025 |
Amended and Restated 8.00% Convertible Senior Notes due 2025, dated July 1, 2025 Exhibit 10.2 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREUNDER IS |
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| November 14, 2024 |
SC 13G/A 1 formsc13g-leafly.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Leafly Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 52178J105 (CUSIP Number) September 30, 2024 (Date of event which requires filing of this statement) Check the |
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| November 12, 2024 |
LFLY / Leafly Holdings, Inc. / Kennedy Brendan - SC 13G/A Passive Investment SC 13G/A 1 d882914dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Leafly Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 52178J303 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| November 8, 2024 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| November 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 7, 2024 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Third Quarter 2024 Financial Results Delivered Q3 2024 revenue of $8.4 million Reported net loss of $1.1 million and adjusted EBITDA 1 of $0.4 million SEATTLE-(BUSINESS WIRE)- November 7, 2024 -Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, today announ |
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| October 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 12, 2024 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| August 8, 2024 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Second Quarter 2024 Financial Results Delivered Q2 2024 revenue of $8.7 million Reported net loss of $1.3 million and adjusted EBITDA 1 of $0.5 million SEATTLE-(BUSINESS WIRE)- August 8, 2024 -Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, today announc |
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| August 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| July 30, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 27, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 27, 2024 |
LEAFLY HOLDINGS, INC. Up to $2,518,678 of Shares Common Stock PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(5) (to prospectus dated April 13, 2023) Registration No. |
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| June 27, 2024 |
EXHIBIT 1.1 leafly holdings, inc. $2,518,678 EQUITY DISTRIBUTION AGREEMENT June 27, 2024 The Benchmark Company, LLC 150 East 58th St.,17th Floor New York, NY 10155 Ladies and Gentlemen: Leafly Holdings, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (“Benchmark”), as follows: 1. Issuance and Sale of Shares. (a) |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Def |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def |
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| May 10, 2024 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| May 9, 2024 |
Exhibit 99.1 Leafly Holdings, Inc. Reports First Quarter 2024 Financial Results Delivered Q1 2024 revenue of $9.0 million Reported net loss of $2.4 million and adjusted EBITDA1 loss of $0.9 million Hires financial advisors, PGP and Benchmark, to explore financing and strategic opportunities SEATTLE-(BUSINESS WIRE)- May 9, 2024 -Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a le |
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| May 9, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 7, 2024 |
Offer Letter from Leafly Holdings, Inc. to Peter Lee, dated May 1, 2024 Exhibit 10-2 May 1, 2024 Peter Lee [email address] Dear Peter, On behalf of Leafly, LLC (“Leafly'' or the “Company”), my colleagues and I are pleased to offer you the full-time, regular position of President and Chief Operating Officer on the following terms. |
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| May 7, 2024 |
Executive Severance Agreement, dated May 1, 2024, by and between Leafly Holdings, Inc. and Peter Lee Exhibit 10-3 EXECUTIVE SEVERANCE AGREEMENT THIS EXECUTIVE SEVERANCE AGREEMENT (“Agreement”) by and between Leafly, LLC, a Washington limited liability company (the “Company”), and Peter Lee (the “Executive”), is made as of May 1, 2024. |
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| May 7, 2024 |
Leafly Names Peter Lee President and Chief Operating Officer Exhibit 99.1 Leafly Names Peter Lee President and Chief Operating Officer SEATTLE-(BUSINESS WIRE) - May 07, 2024 - Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, today announced that Peter Lee will join Leafly as President and Chief Operating Officer, leading new monetization efforts, operations |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 7, 2024 |
Notice of Conversion and Consent, Dated May 7, 2024 Exhibit 10.1 NOTICE OF CONVERSION AND CONSENT May 7, 2024 Reference is made to that certain Note Purchase Agreement by and among Leafly Holdings, Inc. (f/k/a Merida Merger Corp. I, the, “Company”), the Purchasers named therein, Merida Holdings, LLC, and Leafly, LLC (the “Agreement”) and that certain global note representing 8.00% Convertible Senior Notes due 2025 (the “Note”). Capitalized terms us |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 1, 2024 |
Offer Letter from Leafly Holdings, Inc. to Nicole Sanchez, dated December 7, 2023. EXHIBIT 10.22 Dec 7, 2023 Nicole Sanchez [EMAIL ADDRESS] Dear Nicole, On behalf of Leafly, LLC (“Leafly'' or the “Company”), my colleagues and I are pleased to offer you the promotion to the full-time, regular position of General Counsel on the following terms. Your start date for this position is January 1, 2024. You will work remotely within California. You will report to the Chief Executive Off |
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| April 1, 2024 |
Subsidiaries of the Registrant EXHIBIT 21.1 Subsidiaries of Leafly Holdings, Inc. Legal Name Jurisdiction of Incorporation Leafly, LLC Washington Leafly Canada Ltd. Canada Leafly Deutschland GmbH Germany DOCPROPERTY YCFooter \* MERGEFORMAT 134540402 |
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| April 1, 2024 |
Incentive Compensation Recovery Policy EXHIBIT 97.1 LEAFLY HOLDINGS, INC. Incentive Compensation Recovery Policy 1. Purpose 1.1. The purposes of the Leafly Holdings, Inc. Incentive Compensation Recovery Policy (this “Policy”) are: (a) to provide for the recovery of Erroneously Awarded Compensation from Executive Officers in the event of an Accounting Restatement to the extent required by the Listing Standards; and (b) to provide the Co |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly Holding |
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| March 28, 2024 |
Leafly Holdings, Inc. Announces Appointment of Two Cannabis Industry Veterans to Its Board EXHIBIT 99.2 Leafly Holdings, Inc. Announces Appointment of Two Cannabis Industry Veterans to Its Board SEATTLE-(BUSINESS WIRE)- March 28, 2024 – Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, today announced the appointment of Jeffrey Monat and Andres Nannetti to its Board of Directors, effecti |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 28, 2024 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Fourth Quarter and Full Year 2023 Financial Results Delivered Q4 2023 revenue of $9.7 million Reported Q4 2023 net loss of $0.5 million and adjusted EBITDA1 of $1.2 million Focus on operational discipline in 2023 resulted in full year $25 million cost savings over 2022 SEATTLE-(BUSINESS WIRE)- March 28, 2024 -Leafly Holdings, Inc. (“Leafly” or “the Compan |
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| February 14, 2024 |
US52178J3032 / LEAFLY HOLDINGS / TENOR CAPITAL MANAGEMENT Co., L.P. Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Leafly Holdings, Inc. (f/k/a Merida Merger Corp. I) (Name of Issuer) Common stock, $0.0001 Par Value (Title of Class of Securities) 52178J303 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) |
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| February 12, 2024 |
LFLY / Leafly Holdings, Inc. / LMR Partners LLP Passive Investment SC 13G/A 1 formsc13ga-leafly.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Leafly Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 52178J105 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the |
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| January 24, 2024 |
As filed with the Securities and Exchange Commission on January 24, 2024 As filed with the Securities and Exchange Commission on January 24, 2024 Registration No. |
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| January 24, 2024 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Leafly Holdings, Inc. |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2024 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission F |
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| December 21, 2023 |
Notice of Conversion and Consent EXHIBIT 10.1 NOTICE OF CONVERSION AND CONSENT December 19, 2023 Reference is made to that certain Note Purchase Agreement by and between Leafly Holdings, Inc. (f/k/a Merida Merger Corp. I, the, “Company”), the Purchasers named therein, Merida Holdings, LLC, and Leafly, LLC (the “Agreement”) and that certain global note representing 8.00% Convertible Senior Notes due 2025, (the “Note”) between the |
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| December 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commissio |
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| November 15, 2023 |
Q3 2023 Earnings Presentation Exhibit 99.3 Forward-Looking Statements This document contains certain forward-looking statements within the meaning of the federal securities laws, including statements regarding the services offered by Leafly and the markets in which Leafly operates, business strategies, performance metrics, industry environment, potential growth opportunities, and Leafly’s projecte |
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| November 15, 2023 |
EXHIBIT 99.2 Leafly Holdings Inc. (LFLY) Third Quarter 2023 Earnings Call Transcript November 9, 2023, 4:30 PM ET Corporate Participants Josh deBerge - Investor Relations Yoko Miyashita - Chief Executive Officer Suresh Krishnaswamy - Chief Financial Officer Conference Call Participants Seamus Cassidy - TD Cowen Jason Helfstein - Oppenheimer Casey Ryan - WestPark Capital Daniel Kurnos - The Bench |
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| November 13, 2023 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| November 13, 2023 |
Form of Amended and Restated 2022 Performance Stock Unit Award Agreement Leafly Holdings, Inc. 2021 Equity Incentive Plan Amended and Restated Performance Stock Unit Award Agreement This Amended and Restated Performance Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”), and [●] (the “Participant”), effective as of [●], to amend and restate that cert |
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| November 9, 2023 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Third Quarter 2023 Financial Results Delivered Q3 2023 revenue of $10.6 million Reported Q3 2023 net loss of $2.2 million and adjusted EBITDA1 loss of $0.2 million SEATTLE-(BUSINESS WIRE)- November 9, 2023 -Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis consumers, |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 2, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 2, 2023 |
Leafly Regains Compliance with Nasdaq Minimum Bid Price Requirement Leafly Regains Compliance with Nasdaq Minimum Bid Price Requirement SEATTLE – Leafly Holdings, Inc. |
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| September 11, 2023 |
Leafly Announces 1-for-20 Reverse Stock Split Leafly Announces 1-for-20 Reverse Stock Split SEATTLE-(BUSINESS WIRE)-September 11, 2023-Leafly Holdings, Inc. |
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| September 11, 2023 |
CERTIFICATE OF AMENDMENT TO SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LEAFLY HOLDINGS, INC. |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 16, 2023 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. |
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| August 11, 2023 |
Form of Performance Stock Unit Award Agreement, 2021 Equity Incentive Plan Form Employee PSU Award Agreement Ex. 10.3 Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement This Performance Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”), and [●] (the “Participant”), effective as of [●], 202 (the “Date of Grant”). RE |
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| August 11, 2023 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| August 11, 2023 |
Form of Restricted Stock Unit Award Agreement (Directors), 2021 Equity Incentive Plan Form Director RSU Award Agreement Ex. 10.2 Leafly Holdings, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of , 20 (the “Date of Grant”). RECITALS |
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| August 11, 2023 |
Form of Restricted Stock Unit Award Agreement (Employees), 2021 Equity Incentive Plan Form Employee RSU Award Agreement Ex. 10.1 Leafly Holdings, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”), and [●] (the “Participant”), effective as of , 202 (the “Date of Grant”). RECITAL |
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| August 10, 2023 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Second Quarter 2023 Financial Results Delivered Q2 2023 revenue of $10.7 million Reported net loss of $1.4 million; Delivered Q2 2023 positive adjusted EBITDA of $0.1 million SEATTLE-(BUSINESS WIRE)- August 10, 2023 -Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannabis |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 28, 2023 |
Form of Executive Severance Agreement EXECUTIVE SEVERANCE AGREEMENT THIS EXECUTIVE SEVERANCE AGREEMENT (“Agreement”) by and between Leafly, LLC, a Washington limited liability company (the “Company”), and [NAME] (the “Executive”), is made as of [DATE]. |
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| July 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Def |
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| May 25, 2023 |
DEFA14A 1 notice-internetaccess.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission O |
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| May 15, 2023 |
ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q Table of Contents ROC UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39119 Leafly Holdings, Inc. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Def |
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| May 11, 2023 |
Exhibit 99.1 Leafly Holdings, Inc. Reports First Quarter 2023 Financial Results Delivered Q1 2023 revenue of $11.2 million Reported net loss of $5.4 million, an improvement from net loss of $19.4 million in Q1 2022; Delivered Q1 2023 adjusted EBITDA loss of $3.3 million, ahead of guidance Total Ending Retail Accounts grew to 5,702, up 5.2% over Q1 2022 SEATTLE-(BUSINESS WIRE)- May 11, 2023 -Leafly |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 13, 2023 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-270924 Prospectus LEAFLY HOLDINGS, INC. $75,000,000 Common Stock Preferred Stock Debt Securities Warrants Units Offered by Leafly Holdings, Inc. Up to 10,450,987 Shares of Common Stock Underlying IPO Warrants Offered by Leafly Holdings, Inc. and 17,338,901 Shares of Common Stock 2,495,997 Shares of Common Stock Underlying Convertible Notes 3,76 |
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| March 29, 2023 |
Exhibit 4.7 LEAFLY HOLDINGS, INC., as Issuer INDENTURE Dated as of [●], 20[●] [●], as Trustee SENIOR DEBT SECURITIES TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 3 Section 2.01 Designation and Terms of Securities. 3 Section 2.02 Form of Securities and Trustee’s Certificate. 5 S |
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| March 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39 |
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| March 29, 2023 |
EXHIBIT 10.23 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this “Amendment”), to that certain forward share purchase agreement (the “Forward Share Purchase Agreement”), dated as of December 22, 2021, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the “Company”), and Tenor Opportunity Master Fund, |
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| March 29, 2023 |
EXHIBIT 10.26 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this “Amendment”), to that certain forward share purchase agreement (the “Forward Share Purchase Agreement”), dated as of December 22, 2021, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the “Company”), and Castle Creek Arbitrage, LLC on |
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| March 29, 2023 |
Form of Restricted Stock Unit Award Agreement, 2021 Equity Incentive Plan Form Employee RSU Award Agreement Leafly Holdings, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of , 2022 (the “Date of Grant”). RECITALS WHEREAS |
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| March 29, 2023 |
As filed with the Securities and Exchange Commission on March 29, 2023 As filed with the Securities and Exchange Commission on March 29, 2023 Registration No. |
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| March 29, 2023 |
EXHIBIT 10.24 AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this “Amendment”), to that certain forward share purchase agreement (the “Forward Share Purchase Agreement”), dated as of December 22, 2021, by and among (i) Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the “Company”), (ii) Meteora Special Opportunity Fund I, LP, a D |
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| March 29, 2023 |
Form of 2022 AIP RSU Agreement Form RSU Award Agreement 2022 AIP Awards Leafly Holdings, Inc. 2021 Equity Incentive Plan Restricted Stock Unit Award Agreement This Restricted Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of , 2023 (the “Date of Grant”). RECITALS |
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| March 29, 2023 |
Form of Stock Option Award Agreement, 2021 Equity Incentive Plan Form Employee Option Award Agreement Leafly Holdings, Inc. 2021 Equity Incentive Plan Stock Option Award Agreement This Stock Option Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [] (the “Participant”), effective as of , 2022 (the “Date of Grant”). RECITALS WHEREAS, the Company h |
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| March 29, 2023 |
Form of Subordinated Debt Indenture Exhibit 4.8 LEAFLY HOLDINGS, INC., as Issuer INDENTURE Dated as of [●], 20[●] [●], as Trustee SUBORDINATED DEBT SECURITIES 1 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms. 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 3 Section 2.01 Designation and Terms of Securities. 3 Section 2.02 Form of Securities and Trustee’s Certific |
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| March 29, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Leafly Holdings, Inc. |
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| March 29, 2023 |
EXHIBIT 10.25 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this “Amendment”), to that certain forward share purchase agreement (the “Forward Share Purchase Agreement”), dated as of January 10, 2022, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the “Company”), and Linden Advisors LP on behalf of |
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| March 16, 2023 |
EX-99 2 lfly-ex991.htm EX-99.1 Exhibit 99.1 Leafly Holdings, Inc. Reports Fourth Quarter and Full Year 2022 Financial Results Delivered full year 2022 revenue of $47.4 million, up 10% over full year 2021 Reported net income of $5.1 million, up from net loss of $12.0 million in 2021; Delivered 2022 adjusted EBITDA loss of $23.2 million, ahead of guidance Total Ending Retail Accounts grew to 5,806, |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 Leafly Holdings, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| February 24, 2023 |
As filed with the Securities and Exchange Commission on February 23, 2023 As filed with the Securities and Exchange Commission on February 23, 2023 Registration No. |
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| February 24, 2023 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Leafly Holdings, Inc. |
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| February 14, 2023 |
LFLY / Leafly Holdings Inc / LMR Partners LLP - SC 13G/A Passive Investment SC 13G/A 1 d433461dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Leafly Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 52178J105 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Chec |
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| February 14, 2023 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 2 d433461dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint fil |
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| February 14, 2023 |
LFLY / Leafly Holdings Inc / Kennedy Brendan - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| February 13, 2023 |
LFLY / Leafly Holdings Inc / TENOR CAPITAL MANAGEMENT Co., L.P. Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Leafly Holdings, Inc. (f/k/a Merida Merger Corp. I) (Name of Issuer) Common stock, par value $0.0001 (Title of Class of Securities) 52178J105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) |
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| February 13, 2023 |
Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) EX-1 2 ex1.htm Exhibit 1 Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the common stock, held in the form of Units, of Leafly Holdings, Inc. (f/k/a Merida Merger Corp. I), beneficially owned by them, together with any or all amend |
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| February 3, 2023 |
LFLY / Leafly Holdings Inc / Linden Capital L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.4)* Leafly Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 52178J105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design |
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| January 31, 2023 |
MCMJ / Merida Merger Corp I / Yakira Capital Management, Inc. - 13GA Passive Investment SC 13G/A 1 mcmj13GA.htm 13GA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Merida Merger Corp. I (Name of Issuer) Common Stock (Title of Class of Securities) 58953M106 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0702 (Name, Address and T |
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| December 9, 2022 |
As filed with the Securities and Exchange Commission on December 9, 2022 As filed with the Securities and Exchange Commission on December 9, 2022 Registration No. |
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| December 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001- |
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| December 2, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| December 2, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| November 14, 2022 |
LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-266361 PROSPECTUS SUPPLEMENT No. 2 (to Prospectus dated August 2, 2022) LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK This prospectus supplement updates and supplements the prospectus dated August 2, 2022 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-266361). This prospectus supplement is bei |
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| November 14, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Lea |
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| November 14, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 5 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| November 14, 2022 |
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE WHEREAS Leafly Holdings, Inc. |
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| November 14, 2022 |
Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement Form Employee PSU Award Agreement -WA Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement This Performance Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of [-] (the “Date of Grant”). RECITALS WHER |
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| November 14, 2022 |
Separation Agreement and General Release between Leafly Holdings, Inc. and Kimberly Boler, dated CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE WHEREAS Leafly Holdings, Inc. |
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| November 14, 2022 |
Form of Performance Stock Unit Award Agreement, Leafly Holdings, Inc. 2021 Equity Incentive Plan Form Employee PSU Award Agreement -WA Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement This Performance Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of [-] (the “Date of Grant”). RECITALS WHER |
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| November 14, 2022 |
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE WHEREAS Leafly Holdings, Inc. |
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| November 14, 2022 |
Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement Form Employee PSU Award Agreement -WA Leafly Holdings, Inc. 2021 Equity Incentive Plan Performance Stock Unit Award Agreement This Performance Stock Unit Award Agreement (this “Agreement”) is made by and between Leafly Holdings, Inc., a corporation organized and existing under the laws of Delaware (the “Company”) and [●] (the “Participant”), effective as of [-] (the “Date of Grant”). RECITALS WHER |
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| November 10, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): November 10, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organiz |
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| November 10, 2022 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Third Quarter 2022 Financial Results Delivered 8.1% revenue growth and 18.2% ending retail account growth over Q3 2021 Reduced Q3 2022 operating expenses by 16.3% from Q2 2022 SEATTLE-(BUSINESS WIRE)- November 10, 2022 -Leafly Holdings, Inc. (?Leafly? or ?the Company?) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for cannab |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 28, 2022 Date of Report (date of earliest event reported) Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39119 (Commiss |
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| October 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 14, 2022 Date of Report (date of earliest event reported) Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39119 (Commiss |
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| October 18, 2022 |
Leafly Announces Cost Reductions to Strengthen Financial Profile 2023 annual cash operating costs to be reduced by estimated $16 million to improve Adjusted EBITDA and cash position Announces preliminary Q3 2022 financial results and guidance SEATTLE-(BUSINESS WIRE)- Today, Leafly (NASDAQ: LFLY), a leading online cannabis information resource and marketplace, announced a headcount reduction of 56 positions – or 21 percent of the company’s workforce through a combination of layoffs and attrition – to ensure its long-term health. |
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| September 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 2, 2022 Date of Report (date of earliest event reported) Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-39119 (Commis |
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| August 18, 2022 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Leafly Holdings, Inc. |
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| August 18, 2022 |
As filed with the Securities and Exchange Commission on August 17, 2022 As filed with the Securities and Exchange Commission on August 17, 2022 Registration No. |
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| August 17, 2022 |
MCMJ / Merida Merger Corp I / Meteora Capital, LLC - AMENDMENT TO FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Leafly Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 58953M106 (CUSIP Number) February 28, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| August 15, 2022 |
LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK Filed pursuant to Rule 424(b)(3) Registration No. 333-266361 PROSPECTUS SUPPLEMENT No. 1 (to Prospectus dated August 2, 2022) LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK This prospectus supplement updates and supplements the prospectus dated August 2, 2022 (the ?Prospectus?), which forms a part of our registration statement on Form S-1 (No. 333-266361). This prospectus supplement is bei |
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| August 12, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly H |
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| August 12, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 4 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| August 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): August 11, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organizat |
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| August 11, 2022 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Second Quarter 2022 Financial Results Delivered 13.8% revenue growth and 19% ending retail account growth over Q2 2021 100% of all legal dispensaries in New Jersey on the Leafly platform in Q2 SEATTLE-(BUSINESS WIRE)- August 11, 2022 -Leafly Holdings, Inc. (?Leafly? or ?the Company?) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and reso |
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| August 9, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 3 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| August 2, 2022 |
LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-266361 Prospectus LEAFLY HOLDINGS, INC. 2,825,215 SHARES OF COMMON STOCK This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Securityholders”), or their permitted transferees, of up to (i) 2,817,007 shares of common stock, par value $0.0001 per s |
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| August 1, 2022 |
Leafly Holdings, Inc. 111 S Jackson Street, Suite 531 Seattle, WA 98104 CORRESP 1 filename1.htm Leafly Holdings, Inc. 111 S Jackson Street, Suite 531 Seattle, WA 98104 August 1, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Joshua Shainess; Austin Pattan Re: Leafly Holdings, Inc. Registration Statement on Form S-1 File No. 333-266361 Ladies and Gentlemen: Purs |
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| July 28, 2022 |
Table of Contents As filed with the Securities and Exchange Commission on July 27, 2022 Registration No. |
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| July 28, 2022 |
EX-FILING FEES Calculation of Filing Fee Tables Form S-1 (Form Type) Leafly Holdings, Inc. |
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| July 15, 2022 |
Submission of Matters to a Vote of Security Holders o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): July 13, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organizatio |
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| July 11, 2022 |
LFLY / Leafly Holdings Inc / LMR Partners LLP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Leafly Holdings, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 52178J105 (CUSIP Number) July 6, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule p |
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| June 24, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): June 24, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organizatio |
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| June 24, 2022 |
Leafly set to join Russell 3000® and Russell 2000® Index EX-99.1 2 a20220622leaflyrussell.htm EX-99.1 Exhibit 99.1 Leafly set to join Russell 3000® and Russell 2000® Index SEATTLE - (BUSINESS WIRE) - June 24, 2022 - Leafly Holdings, Inc. (“Leafly” or “the Company”) (NASDAQ: LFLY), is set to join the broad-market Russell 3000 Index at the conclusion of the 2022 Russell indexes annual reconstitution, effective after the US market opens on June 27, 2022, a |
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| June 21, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 2 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| June 3, 2022 |
DEFA14A 1 proxynoticeandaccesscard-d.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permi |
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| June 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ?) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Def |
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| May 19, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 1 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| May 18, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly |
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| May 18, 2022 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-264232 PROSPECTUS SUPPLEMENT No. 1 (to Prospectus dated May 16, 2022) LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus supplement updates and supplements the prospectus dated May 1 |
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| May 17, 2022 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-264232 Prospectus LEAFLY HOLDINGS, INC. 10,451,087 SHARES OF COMMON STOCK UNDERLYING WARRANTS 16,542,564 SHARES OF COMMON STOCK 2,495,997 SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES 3,950,311 PRIVATE WARRANTS This prospectus relates to the issuance by us of up to 10,451,087 shares of common stock, par value $0.0001 per |
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| May 16, 2022 |
767 Fifth Avenue New York, NY 10153-0119 +1 212 310 8000 tel +1 212 310 8007 fax May 16, 2022 VIA EDGAR TRANSMISSION Joshua Shainess Austin Pattan United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street NE Washington, D. |
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| May 16, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly |
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| May 16, 2022 |
Leafly Holdings, Inc. 111 S Jackson Street, Suite 531 Seattle, WA 98104 CORRESP 1 filename1.htm Leafly Holdings, Inc. 111 S Jackson Street, Suite 531 Seattle, WA 98104 May 16, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, D.C. 20549 Attn: Joshua Shainess; Austin Pattan Re: Leafly Holdings, Inc. Registration Statement on Form S-1 File No. 333-264232 Ladies and Gentlemen: Pursua |
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| May 16, 2022 |
As filed with the Securities and Exchange Commission on May 16, 2022 Table of Contents As filed with the Securities and Exchange Commission on May 16, 2022 Registration No. |
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| May 12, 2022 |
Exhibit 99.1 Leafly Holdings, Inc. Reports First Quarter 2022 Financial Results Delivered 21% revenue growth over Q1 2021 Ending retail accounts grew 37% year over year Reiterates full year guidance for revenue and adjusted EBITDA SEATTLE-(BUSINESS WIRE)- May 12, 2022 -Leafly Holdings, Inc. (?Leafly? or ?the Company?) (NASDAQ: LFLY), a leading online cannabis discovery marketplace and resource for |
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| May 12, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): May 12, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organization |
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| May 5, 2022 |
As filed with the Securities and Exchange Commission on May 5, 2022 Table of Contents As filed with the Securities and Exchange Commission on May 5, 2022 Registration No. |
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| May 5, 2022 |
CORRESP 1 filename1.htm 767 Fifth Avenue New York, NY 10153-0119 +1 212 310 8000 tel +1 212 310 8007 fax May 5, 2022 VIA EDGAR TRANSMISSION Joshua Shainess Austin Pattan United States Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street NE Washington, D.C. 20549 Re: Leafly Holdings, Inc. Registration Statement on Form S-1 Filed April 11, 2022 File No |
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| May 4, 2022 |
Exhibit 10.24 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this ?Amendment?), to that certain forward share purchase agreement (the ?Forward Share Purchase Agreement?), dated as of January 10, 2022, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the ?Company?), and Linden Advisors LP on behalf of |
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| May 4, 2022 |
Exhibit 10.22 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this ?Amendment?), to that certain forward share purchase agreement (the ?Forward Share Purchase Agreement?), dated as of December 22, 2021, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the ?Company?), and Tenor Opportunity Master Fund, |
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| May 4, 2022 |
Exhibit 10.23 AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this ?Amendment?), to that certain forward share purchase agreement (the ?Forward Share Purchase Agreement?), dated as of December 22, 2021, by and among (i) Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the ?Company?), (ii) Meteora Special Opportunity Fund I, LP, a D |
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| May 4, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): May 3, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organization) |
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| May 4, 2022 |
Exhibit 10.25 Execution Version AMENDMENT TO FORWARD PURCHASE SHARE AGREEMENT THIS AMENDMENT, dated as of May 3, 2022 (this ?Amendment?), to that certain forward share purchase agreement (the ?Forward Share Purchase Agreement?), dated as of December 22, 2021, by and among Merida Merger Corp. I, a Delaware corporation, renamed Leafly Holdings Inc. (the ?Company?), and Castle Creek Arbitrage, LLC on |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001- |
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| April 15, 2022 |
As filed with the Securities and Exchange Commission on April 15, 2022 As filed with the Securities and Exchange Commission on April 15, 2022 Registration No. |
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| April 15, 2022 |
EXHIBIT 107 Calculation of Filing Fee Table Form S-8 (Form Type) Leafly Holdings, Inc. |
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| April 11, 2022 |
EX-FILING FEES Calculation of Filing Fee Tables Form S-1 (Form Type) Leafly Holdings, Inc. |
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| April 11, 2022 |
Power of Attorney (included in the signature page to this Registration Statement) Table of Contents As filed with the Securities and Exchange Commission on April 11, 2022 Registration No. |
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| March 31, 2022 |
Exhibit 10.20 FORWARD SHARE PURCHASE AGREEMENT This Forward Share Purchase Agreement (this ?Agreement?) is entered into as of January 10th, 2022, by and among (i) Merida Merger Corp. I, a Delaware corporation (?Merida?), and (ii) Linden Advisors LP on behalf of the accounts listed in Appendix A (each an ?Investor? and together, the ?Investors?). Each of Merida and Investor is individually referred |
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| March 31, 2022 |
Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MERIDA MERGER CORP. I February 4, 2022 Merida Merger Corp. I, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1.The name of the Corporation is ?Merida Merger Corp. I?. The original certificate of incorporation of the Corporation was filed with th |
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| March 31, 2022 |
The Leafly Holdings, Inc. 2018 Equity Incentive Plan Exhibit 10.22 LEAFLY HOLDINGS, INC. 2018 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: , APPROVED BY THE STOCKHOLDERS: TERMINATION DATE: 1.General. (a)Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards. (b)Available Stock Awards. The Plan provides for the grant of the following types of Stock Awards: (i) Incentive Stock Options, (i |
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| March 31, 2022 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): February 4, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incor |
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| March 31, 2022 |
Exhibit 4.6 DESCRIPTION OF LEAFLY?S SECURITIES The following description summarizes the material terms of the securities of Leafly Holdings, Inc. registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) Common Stock and (2) Warrants to purchase Common Stock. This summary does not purport to be complete and is qualified by reference to the provisions |
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| March 31, 2022 |
Exhibit 10.19 FORWARD SHARE PURCHASE AGREEMENT This Forward Share Purchase Agreement (this ?Agreement?) is entered into as of December 22, 2021, by and among (i) Merida Merger Corp. I, a Delaware corporation (?Merida?), (ii) Meteora Special Opportunity Fund I, LP, a Delaware limited partnership (?MSOF?), and (iii) Meteora Capital Partners, LP, a Delaware limited partnership (?MCP), (together with |
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| March 31, 2022 |
Exhibit 10.18 FORWARD SHARE PURCHASE AGREEMENT This Forward Share Purchase Agreement (this ?Agreement?) is entered into as of December 22, 2021, by and among (i) Merida Merger Corp. I, a Delaware corporation (?Merida?), (ii) Tenor Opportunity Master Fund, Ltd., an ?Investor?. Each of Merida and Investor is individually referred to herein as a ?Party? and collectively as the ?Parties?. Recitals WHE |
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| March 31, 2022 |
The Leafly Holdings, Inc. 2021 Employee Stock Purchase Plan Exhibit 10.6 THE LEAFLY HOLDINGS, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN 1.General; Purpose. (a)The Plan provides a means by which Eligible Employees and/or Eligible Service Providers of either the Company or a Designated Company may be given an opportunity to purchase Common Stock. The Plan permits the Company to grant a series of Purchase Rights to Eligible Employees and/or Eligible Service Prov |
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| March 31, 2022 |
UPDATE TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 UPDATE TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.1 of the Form 8-K of Leafly Holdings, Inc. ("New Leafly") filed with the Securities Exchange Commission ("SEC") on February 10, 2022 (the "8-K") is replaced with the disclosure below. All terms not defined herein are defined in the 8-K. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Unless o |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39119 Leafly Holding |
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| March 31, 2022 |
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.1 Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Stockholders? Equity (Deficit) 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 7 1 REPORT OF IN |
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| March 31, 2022 |
Form of Stock Option Agreement, Leafly Holdings, Inc. 2018 Equity Incentive Plan Exhibit 10.23 LEAFLY HOLDINGS, INC. 2018 EQUITY INCENTIVE PLAN OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION) Pursuant to your Stock Option Grant Notice (?Grant Notice?) and this Option Agreement, Leafly Holdings, Inc. (the ?Company?) has granted you an option under its 2018 Equity Incentive Plan (the ?Plan?) to purchase the number of shares of the Company?s Class 3 Common |
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| March 31, 2022 |
Exhibit 10.21 FORWARD SHARE PURCHASE AGREEMENT This Forward Share Purchase Agreement (this ?Agreement?) is entered into as of December 22, 2021, by and among (i) Merida Merger Corp. I, a Delaware corporation (?Merida?), (ii) Castle Creek Arbitrage,LLC, on behalf of itself and any affiliated investment funds (an ?Investor?). Each of Merida and Investor is individually referred to herein as a ?Party |
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| March 31, 2022 |
The Leafly Holdings, Inc. 2021 Equity Incentive Plan Exhibit 10.5 THE LEAFLY HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN 1.Purpose. The purpose of the Leafly Holdings, Inc. 2021 Equity Incentive Plan is to further align the interests of eligible participants with those of the Company?s stockholders by providing incentive compensation opportunities tied to the performance of the Company and its Common Stock. The Plan is intended to advance the interest |
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| March 31, 2022 |
Exhibit 99.2 Item 7. LEAFLY'S MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Numbers in this section are presented in thousands, except for per share numbers. The following Management?s Discussion and Analysis (?MD&A?) should be read in conjunction with the consolidated financial statements and related notes. The MD&A is intended to assist in understanding ou |
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| March 29, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): March 29, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organizati |
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| March 29, 2022 |
Exhibit 99.1 Leafly Holdings, Inc. Reports Fourth Quarter and Full Year 2021 Financial Results Q4 2021 delivered accelerated fourth quarter year over year revenue growth of 30% Delivered full year 2021 revenue of $43.0 million, up 18% over full year 2020 Total Ending Retail Accounts grew to 5,265, up 44% over 2020 SEATTLE-(BUSINESS WIRE)- March 29, 2022 -Leafly Holdings, Inc. (?Leafly? or ?the Com |
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| March 24, 2022 |
Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, restat |
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| March 24, 2022 |
MCMJ / Merida Merger Corp I / Meteora Capital, LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Leafly Holdings, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 58953M106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| March 18, 2022 |
o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): March 14, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 84-2266022 (State or other jurisdiction of incorporation or organizati |
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| February 25, 2022 |
MCMJ / Merida Merger Corp I / Groh Christian - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Leafly Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 58953M106 (CUSIP Number) February 4, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| February 22, 2022 |
MCMJ / Merida Merger Corp I / Blue Michael G. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Leafly Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 58953M106 (CUSIP Number) February 4, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| February 14, 2022 |
MCMJ / Merida Merger Corp I / Kennedy Brendan - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 11, 2022 |
MCMJ / Merida Merger Corp I / Castle Creek Arbitrage, LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1 )* MERIDA MERGER CORP. I (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 58953M106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate th |
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| February 10, 2022 |
Exhibit 10.2 EXECUTION VERSION DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this ?Agreement?) is made as of February 4, 2022, by and between Leafly Holdings, Inc., a Delaware corporation (the ?Company?), and the undersigned (?Indemnitee?). Capitalized terms not defined elsewhere in this Agreement are used as defined in Section 14. RECITALS WHEREAS, the Board of Di |
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| February 10, 2022 |
Code of Conduct of Leafly Holdings, Inc., dated February 4, 2022. Exhibit 3.3 CODE OF ETHICS AND BUSINESS CONDUCT A. Regulatory Basis. This Code of Ethics and Business Conduct (this ?Code?) is adopted pursuant to 17 C.F.R. ? 229.406, promulgated by the Securities and Exchange Commission to implement section 406 of the Sarbanes-Oxley Act of 2002, and Nasdaq Marketplace Rule 4350. B. Scope. This Code applies to all directors, officers, employees, contractors and a |
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| February 10, 2022 |
Notation of Guarantee, dated February 4, 2022, by Leafly Holdings, Inc. Exhibit 4.5 NOTATION OF GUARANTEE February 4, 2022 Reference is hereby made to the Note Purchase Agreement dated as of January 11, 2022 (the ?Purchase Agreement?) by and among Merida Merger Sub I, a Delaware corporation (which has been renamed Leafly Holdings, Inc., the ?Company?), pursuant to which the Company issued on the date hereof its 8.00% Convertible Senior Notes due 2025 (the ?Notes?) to |
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| February 10, 2022 |
UPDATE TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.1 UPDATE TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The section entitled ?Unaudited Pro Forma Condensed Combined Financial Information? beginning on page 153 of the Proxy Statement/Prospectus/Consent Solicitation Statement of Merida Merger Corp. I (?Merida?) filed with the Securities Exchange Commission (?SEC?) on December 21, 2021 (the ?Proxy Statement/Prospectus/Co |
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| February 10, 2022 |
Form of Common Stock Certificate of Leafly Holdings, Inc. Exhibit 4.1 SEE REVERSE FOR IMPORTANT NOTICE REGARDING OWNERSHIP AND TRANSFER RESTRICTIONS AND CERTAIN OTHER INFORMATION LFLY CUSIP 52178J 10 5 SEE REVERSE FOR CERTAIN DEFINITIONS LEAFLY HOLDINGS, INC. A Delaware Corporation INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE. COMMON STOCK SPECIMEN FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK. PAR VALUE OF $0.0001 PER SHARE OF LEAFLY HOLD |
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| February 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2022 (February 4, 2022) Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39119 45-3834135 (State or other jurisdiction of incorpo |
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| February 10, 2022 |
Exhibit 10.1 EXECUTION VERSION AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of February 4, 2022, is made and entered into by and among (a) Leafly Holdings, Inc., a Delaware corporation (formerly, Merida Merger Corp. I, the ?Company?), (b) Merida Holdings, LLC, a Delaware limited liability company (the ?Spons |
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| February 10, 2022 |
Offer Letter from Leafly Holdings, Inc. to Kimberly Boler, dated August 31, 2021 Exhibit 10.8 Kimberly Boler [email protected] August 31st, 2021 Dear Kimberly, On behalf of Leafly Holdings, Inc. (?Leafly? or the ?Company?), my colleagues and I are pleased to offer you the full-time, regular position of General Counsel on the following terms. Your start date for this position is September 27th, 2021. You will work out of our Seattle based office, when Lealfy resumes in-perso |
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| February 10, 2022 |
Exhibit 4.4 EXECUTION VERSION UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (?DTC?), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAY |
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| February 10, 2022 |
Exhibit 21.1 Subsidiaries of Leafly Holdings, Inc. Legal Name Jurisdiction of Incorporation Leafly, LLC Washington LMarket, LLC Washington Leafly Canada Ltd. Canada Leafly Deutschland GmbH Germany |
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| February 10, 2022 |
Amended and Restated Bylaws of Leafly Holdings, Inc., dated February 4, 2022. Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF LEAFLY HOLDINGS, INC. Article I OFFICES Section 1.1. Registered Office. The registered office of Leafly Holdings, Inc. (the ?Corporation?) within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s reg |
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| February 10, 2022 |
Joinder Agreement, dated February 4, 2022, by Leafly LLC. Exhibit 10.7 JOINDER AGREEMENT Reference is hereby made to that certain Note Purchase Agreement (the ?Purchase Agreement?) dated January 11, 2022 among Merida Merger Corp. I (to be renamed Leafly Holdings, Inc.), a Delaware corporation (the ?Company?), Merida Holdings, LLC, a Delaware limited liability company (the ?Sponsor?), and the Purchasers party thereto relating to the issuance and sale to t |
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| February 9, 2022 |
MCMJ / Merida Merger Corp I / Yakira Capital Management, Inc. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Merida Merger Corp. I (Name of Issuer) COMMON STOCK (Title of Class of Securities) 58953M106 (CUSIP Number) BRUCE KALLINS, PRINCIPAL; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0606 (Name, Address and Telephone Number of Person Authoriz |
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| February 4, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2022 Leafly Holdings, Inc. (Exact name of registrant as specified in its charter) Registrant?s telephone number, including area code: Delaware 001-39119 45-3834135 (State |
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| February 4, 2022 |
Exhibit 99.1 LEAFLY AND MERIDA MERGER CORP. I ANNOUNCE CLOSING OF BUSINESS COMBINATION Leafly?s common stock to begin trading on NASDAQ on Monday, February 7, 2022, with ticker symbol LFLY Transaction strengthens Leafly?s position as a leading online cannabis discovery marketplace SEATTLE, WA and NEW YORK, NY, February 4, 2022 ? Leafly Holdings Inc. (?Leafly? or the ?Company?), a leading online ca |
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| February 3, 2022 |
MCMJ / Merida Merger Corp I / TENOR CAPITAL MANAGEMENT Co., L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 1, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 27, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Merida Merger Corp. I (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 58953M106 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuan |
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| January 27, 2022 |
MCMJ / Merida Merger Corp I / Linden Capital L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.3)* Merida Merger Corp. I (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 58953M106 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design |
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| January 18, 2022 |
MERIDA MERGER CORP. I 641 Lexington Avenue, 18th Floor New York, New York 10022 Filed Pursuant to Rule 424(b)(3) SEC File No.: 333-259381 MERIDA MERGER CORP. I 641 Lexington Avenue, 18th Floor New York, New York 10022 PROXY STATEMENT/PROSPECTUS/CONSENT SOLICITATION STATEMENT SUPPLEMENT January 18, 2022 TO THE STOCKHOLDERS OF MERIDA MERGER CORP. I: This is a supplement (this ?Supplement?) to the proxy statement/prospectus/consent solicitation statement of Merida Merger Corp. I |
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| January 18, 2022 |
Merida Merger Corp. I Adjourns Meeting to Approve Business Combination to February 1, 2022 Filed by Merida Merger Corp. I Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Merida Merger Corp. I Related Registration Statement No. 333-259381 Merida Merger Corp. I Adjourns Meeting to Approve Business Combination to February 1, 2022 SEATTLE, January 18, 2022 - Leafly Holdings Inc. (?Leafl |
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| January 12, 2022 |
Exhibit 10.2 January 11, 2022 Ladies and Gentlemen: Reference is hereby made to (a) that certain Agreement and Plan of Merger, dated August 9, 2021 (as may be amended, restated, supplemented or otherwise modified from time to time, the ?Merger Agreement?), by and among Merida Merger Corp. I, a Delaware corporation (?Parent?), Merida Merger Sub, Inc., a Washington corporation, Merida Merger Sub II, |
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| January 12, 2022 |
Exhibit 99.1 LEAFLY AND MERIDA MERGER CORP. I ANNOUNCE $30M CONVERTIBLE NOTE FINANCING New investment fully funds Leafly?s current multi-year business plan upon closing of business combination Special meeting of Merida stockholders will be moved to a later date to vote on proposed business combination SEATTLE, January 11, 2022 ? Leafly Holdings Inc. (?Leafly?), a leading online cannabis discovery |
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| January 12, 2022 |
Exhibit 2.1 AMENDMENT No. 2 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 2 to Agreement and Plan of Merger (this ?Amendment No. 2?) is made and entered into as of January 11, 2022, by and among Merida Merger Corp. I, a Delaware corporation (?Parent?), Merida Merger Sub, Inc., a Washington corporation (?First Merger Sub?), Merida Merger Sub II, LLC, a Washington limited liability company (?Se |
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| January 12, 2022 |
Exhibit 10.2 January 11, 2022 Ladies and Gentlemen: Reference is hereby made to (a) that certain Agreement and Plan of Merger, dated August 9, 2021 (as may be amended, restated, supplemented or otherwise modified from time to time, the ?Merger Agreement?), by and among Merida Merger Corp. I, a Delaware corporation (?Parent?), Merida Merger Sub, Inc., a Washington corporation, Merida Merger Sub II, |
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| January 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 6, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 6, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 12, 2022 |
Exhibit 10.1 MERIDA MERGER CORP. I NOTE PURCHASE AGREEMENT This Note Purchase Agreement (the ?Agreement?) is made as of January 11, 2022 (the ?Effective Date?) by and among Merida Merger Corp. I, to be renamed Leafly Holdings, Inc., pursuant to the Agreement and Plan of Merger (as defined herein), a Delaware corporation (the ?Company?), the persons and entities whose names are set forth on the sig |
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| January 12, 2022 |
Exhibit 10.1 MERIDA MERGER CORP. I NOTE PURCHASE AGREEMENT This Note Purchase Agreement (the ?Agreement?) is made as of January 11, 2022 (the ?Effective Date?) by and among Merida Merger Corp. I, to be renamed Leafly Holdings, Inc., pursuant to the Agreement and Plan of Merger (as defined herein), a Delaware corporation (the ?Company?), the persons and entities whose names are set forth on the sig |
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| January 12, 2022 |
Amendment No. 2 to Merger Agreement Exhibit 2.1 AMENDMENT No. 2 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 2 to Agreement and Plan of Merger (this ?Amendment No. 2?) is made and entered into as of January 11, 2022, by and among Merida Merger Corp. I, a Delaware corporation (?Parent?), Merida Merger Sub, Inc., a Washington corporation (?First Merger Sub?), Merida Merger Sub II, LLC, a Washington limited liability company (?Se |
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| January 12, 2022 |
Exhibit 99.1 LEAFLY AND MERIDA MERGER CORP. I ANNOUNCE $30M CONVERTIBLE NOTE FINANCING New investment fully funds Leafly?s current multi-year business plan upon closing of business combination Special meeting of Merida stockholders will be moved to a later date to vote on proposed business combination SEATTLE, January 11, 2022 ? Leafly Holdings Inc. (?Leafly?), a leading online cannabis discovery |
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| January 12, 2022 |
Filed by Merida Merger Corp. I Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Merida Merger Corp. I Related Registration Statement No. 333-259381 LEAFLY AND MERIDA MERGER CORP. I ANNOUNCE $30M CONVERTIBLE NOTE FINANCING New investment fully funds Leafly?s current multi-year business plan upon |
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| January 4, 2022 |
Exhibit 99.1 LEAFLY ANNOUNCES POST-COMBINATION BOARD OF DIRECTORS Directors to be Appointed upon Anticipated Closing of Previously Announced Combination with Merida Merger Corp. I New Directors Bring Right Mix of Skills and Experience to Oversee Next Phase of Leafly?s Journey as a Public Company SEATTLE, January 4, 2022 ? Leafly Holdings Inc. (?Leafly?), the world?s leading online cannabis discove |
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| January 4, 2022 |
Exhibit 99.1 LEAFLY ANNOUNCES POST-COMBINATION BOARD OF DIRECTORS Directors to be Appointed upon Anticipated Closing of Previously Announced Combination with Merida Merger Corp. I New Directors Bring Right Mix of Skills and Experience to Oversee Next Phase of Leafly?s Journey as a Public Company SEATTLE, January 4, 2022 ? Leafly Holdings Inc. (?Leafly?), the world?s leading online cannabis discove |
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| January 4, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 4, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 4, 2022 MERIDA MERGER CORP. I (Exact Name of Registrant as Specified in Charter) Delaware 001-39119 84-2266022 (State or Other Jurisdiction of Incorporation) (Commission File |
